Level 3 Communications, Inc. (NYSE:LVLT, news, filings) today announced that it has completed its previously announced offering of $175 million aggregate principal amount of its 6.5% Convertible Senior Notes due 2016 (the “Convertible Senior Notes”) in an underwritten offering.

The Convertible Senior Notes will mature on October 1, 2016, and are convertible into the company’s common stock at an initial conversion price of $1.235 per share.

The registration statement pursuant to which the offering was made is effective pursuant to the Securities Act of 1933. Offers and sales of the Convertible Senior Notes may be made only by the prospectus and related prospectus supplement, which may be obtained from BofA Merrill Lynch, 4 World Financial Center, New York, NY 10080, Attn: Prospectus Department or email dg.prospectus_requests@baml.com.

Level 3 intends to use the net proceeds from the Convertible Senior Notes offering for general corporate purposes including working capital, capital expenditures and the potential repurchase or redemption of its 5.25% Convertible Senior Notes due 2011 and other existing indebtedness from time to time.

About Level 3 Communications
Level 3 Communications, Inc. (NASDAQ: LVLT) is a leading international provider of fiber-based communications services. Enterprise, content, wholesale and government customers rely on Level 3 to deliver services with an industry-leading combination of scalability and value over an end-to-end fiber network. Level 3 offers a portfolio of metro and long-haul services, including transport, data, Internet, content delivery and voice. For more information, visit www.Level3.com.

Forward-Looking StatementSome of the statements made in this press release are forward looking in nature. These statements are based on management’s current expectations or beliefs. These forward looking statements are not a guarantee of performance and are subject to a number of uncertainties and other factors, many of which are outside Level 3’s control, which could cause actual events to differ materially from those expressed or implied by the statements. The most important factors that could prevent Level 3 from achieving its stated goals include, but are not limited to, the current uncertainty in the global financial markets and the global economy; disruptions in the financial markets that could affect Level 3’s ability to obtain additional financing; as well as the company’s ability to: increase and maintain the volume of traffic on the network; successfully integrate acquisitions; develop effective business support systems; defend intellectual property and proprietary rights; manage system and network failures or disruptions; develop new services that meet customer demands and generate acceptable margins; adapt to rapid technological changes that lead to further competition; attract and retain qualified management and other personnel; and meet all of the terms and conditions of debt obligations. Additional information concerning these and other important factors can be found within Level 3’s filings with the Securities and Exchange Commission. Statements in this press release should be evaluated in light of these important factors. Level 3 is under no obligation to, and expressly disclaims any such obligation to, update or alter its forward-looking statements, whether as a result of new information, future events, or otherwise.